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MESSAGING SERVICES AGREEMENT

This Messaging Services Agreement (the “Agreement”) dated the {01} of{September } {2019}

is made and entered into between

WEBKLIPPER TECHNOLOGIES PRIVATE LIMITED, a Company registered in India and whose registered office is situated at B-1602,
Lotus Corporate Park, Laxmi Nagar, Goregaon, Mumbai, Maharashtra – 400063, , hereinafter referred to as “WebEngage”

and

Online Commerce Solutions Private Limited, a company registered in India and whose registered office is situated in 1032-34, 10th
floor Spaze I Tech Park, Sector 49, Sohna Road Gurgaon 122018, hereinafter referred to as “CLIENT”, and together with
WEBENGAGE, the “Parties”,

WHEREAS:

(A) WEBENGAGE assists its clients in relation to messaging services,

(B) CLIENT intends to avail such services from WEBENGAGE.

Now therefore, the PARTIES hereby agree as follows:

1 DEFINITIONS
In this Agreement, unless the context otherwise requires, the following definitions shall apply:

“Affiliate” means an entity that a party, directly or indirectly, controls, an entity that controls a party or an entity that is under common
control with a party. For purposes of this provision, control means ownership of at least fifty per cent (50%) of the outstanding voting
shares of the entity;

“Agreement” means this Messaging Services Agreement, the Addenda and Schedules set forth in this Messaging Service Agreement,
attached hereto and made a part hereof, and any subsequent Addenda and Schedules executed by the Parties, as such may be
amended from time to time by written agreement between the Parties;

“Applicable Law” means the law applicable within the country to which CLIENT Content is being transmitted;

“CLIENT Content” means any information, data, or messages provided to WEBENGAGE by or on behalf of the CLIENT, or an End
User using CLIENT Services for transmission by WEBENGAGE to a Network Operator;

“Chargeable Event” means SMS sent by CLIENT to WEBENGAGE which is subject to Successful Submit by WEBENGAGE to
destination Network Operator;

“CLIENT Services” means the service(s) operated by CLIENT for distributing or sending CLIENT Content to End-Users;

“End-User” means any personnel/employee of the CLIENT who uses CLIENT Services in order to receive CLIENT Content;

“WEBENGAGE Platform” means the mobile application services platform and any associated systems, network connections and
interfacing capabilities, duly licensed or otherwise legally authorized to be used and operated by WEBENGAGE or by suppliers or
partners of WEBENGAGE in order to enable the provision of WEBENGAGE Services;

“WEBENGAGE Services” means mobile infrastructure services and/or other services provided by WEBENGAGE to the CLIENT as
expressly described in Schedule attached hereto;

"Successful Submit” means WEBENGAGE accepts the SMS sent from the CLIENT and validate the SMS before submitting SMS for
onward routing. WEBENGAGE shall return Successful Submit to the CLIENT to register SMS has been successfully submitted for
routing. SMS which does not pass WEBENGAGE's validation tests is rejected and error message returned to the CLIENT and SMS not
charged;

“SMS” means the short text message sent to and from telephones whose text comprises words or numbers or an alphanumeric
combination up to one hundred and sixty (160) characters or up to seventy (70) characters if containing one or more Unicode
Characters;

“Network Operator” means any company operating a GSM-based mobile telephony network, offering mobile telephony services to its
subscriber base and unless repugnant to the context thereof shall include Mobile Virtual Network Operators(“MVNO(s)”);
“Third Party” means any and all persons or entities not a Party to this Agreement;

2 SCOPE OF AGREEMENT
At the request of CLIENT, WEBENGAGE has agreed to provide CLIENT with the WEBENGAGE Services, subject to and based upon
the terms and conditions contained hereunder. The Client agrees and confirms that it shall furnish any additional documentation
requited under TRAI regulations and execute any necessary documents including an undertaking to be given to the Network
Provider/Access Provider as required by TRAI.

3 TERM AND TERMINATION


3.1 This Agreement shall become effective on the date of its signature and shall continue in full force thereafter until terminated by
either Party giving not less than 30 (thirty) days written notice of termination to the other Party at any time.

3.2 Either Party may terminate this Agreement upon written notice to the other Party:

3.2.1 Immediately, in the event the other Party becomes insolvent, files a petition in bankruptcy or makes an assignment for
the benefit of its creditors;

3.2.2 Immediately, if either Party materially breaches its obligations under this Agreement and if curable, fails to cure the
breach within seven (7) days after receiving written notice.

3.3 WEBENGAGE shall have the right to terminate this Agreement immediately by providing the CLIENT with as much prior notice
as reasonably practicable in the event that any modification in respect of: (i) WEBENGAGE’s existing Network Operator
contracts and/or conditions imposed by the Network Operator(s) ; or (ii) Applicable Law makes the rendering of WEBENGAGE
Services prohibitively difficult or expensive to WEBENGAGE or contrary to the Applicable Law or iii) any agreements with
MVNOs or other similar third party service providers.

4 SERVICE FEES AND PAYMENT


4.1 All payments by the CLIENT to WEBENGAGE in respect of the WEBENGAGE Services shall be made in accordance with
terms set in this Section 4 and Schedule(s) attached hereto.

4.2 Payments shall be made based on the statements of the logs generated from the WEBENGAGE Platform. In the event the
CLIENT disputes in good faith any portion of WEBENGAGE’s invoice, the CLIENT may withhold payment for such amounts
until the dispute is resolved as stipulated herein, however it must pay all undisputed amounts by the due date. The CLIENT
shall notify WEBENGAGE of any such dispute or concern regarding any invoice within 5 days of receipt of such invoice, failing
which such invoice would be construed to be undisputed. CLIENT shall inform WEBENGAGE of the dispute until the due date
for payment (“Dispute Notification”).

4.3 The Parties shall exercise reasonable efforts to resolve the dispute within thirty (30) days from date of the Dispute Notification.
In the event that the Parties are not successful in resolving the dispute in terms of this Clause 4.3, the Parties are entitled to
refer such dispute to a court of competent jurisdiction in terms of Section 12 hereof.

4.4 All payments shall include: (i) any bank charges the CLIENT's bank may charge, as well as any intermediary bank charge, and
any charge from any financial institution if applicable; and (ii) any applicable taxes at the rate and in the manner required by the
law, (excluding taxes on the net income, profits, gains or net worth of WEBENGAGE).

4.5 Any shortfall between the amount of total charges and the amount received by WEBENGAGE shall constitute an outstanding
amount and shall be carried forward.

4.6 Late Payment Charge. In the event that any undisputed amount due under this Agreement is not paid on the due date for
payment, WEBENGAGE shall notify the CLIENT of such delay in payment and shall be entitled to charge a late payment
charge of one per cent (1%) monthly or twelve per cent (12%) annually from the date due until such amount is paid.

5 OBLIGATIONS OF THE CLIENT


5.1 CLIENT represents and warrants to WEBENGAGE that: (i) it shall comply, and shall procure the compliance of any of its
agents, subcontractors, or Affiliates who utilize the WEBENGAGE Services, with the terms of this Agreement and (ii) it shall not
use WEBENGAGE Services in a way which is fraudulent, unlawful or unauthorized.

5.2 CLIENT shall provide any governmental or other relevant state authority or WEBENGAGE with any requested information or
material in order to carry out any investigation in connection with (i) the CLIENT Services or (ii) CLIENT's relationship with
WEBENGAGE or with any End User.

5.3 CLIENT shall be solely responsible for any liability arising out of or relating to the CLIENT Content and CLIENT Services,
whether transmitted on its own or on any Third Party’s behalf.

5.4 CLIENT Services and/or CLIENT Content shall not contain information which is unsolicited, offensive, threatening or abusive or
which otherwise is of criminal or unethical nature according to the Applicable Law(s). WEBENGAGE shall not be liable for any
damages, including any consequential loss, incurred by the CLIENT because of any contravention with this Section 5.
5.5 CLIENT shall ensure that its collection, access, use and disclosure of End-User information complies with the Applicable
Law(s). CLIENT shall at all times perform its obligations and make the CLIENT Services and CLIENT Content available in
compliance with and in such a manner as not to cause WEBENGAGE to be in material violation of the Applicable Laws.

5.6 The Client shall be solely responsible for the Client Content and ensuring that the Client Content is in accordance with applicable
laws including extant TRAI regulations.

5.7 The Client shall ensure that transactional messages are sent only to users/telecom subscribers who have are eligible to receive
such transactional messsages under the relevant TRAI regulations or have otherwise consented to receiving such
communication.

5.8 The Client shall give the details of any subcriber/user(including adequate proof of such telecom susbcriber’s
relationship/interaction with the Client) to whom transactional messages have been sent uder this Agreement within 24 hours of
receipt of such request from WebEngage or the Network Operator.

5.9 Notwithstanding anything to the contrary herein the Client, at its own expense, shall indemnify, defend, and hold harmless
WebEngage, its Affiliates, and their respective employees, officers, directors, representatives and agents, from and against all
losses, damages, liabilities, settlements, costs, fines and expenses (including attorneys’ and professionals’ fees and other legal
expenses) arising out of or related to any claim, demand, suit, action, or proceeding initiated by a Third Party arising out of or
relating to: a) Client Content, b) transactional messages being sent to individuals who should not be reveving any such
communication under applicable law including TRAI regulations or c) the SMSes being sent do not meet the content criteria
prescribed by TRAI for each SMS category.

6 ANTI-CORRUPTION AND BRIBERY ACT COMPLIANCE


Neither Party shall engage in any unlawful trade practices or any other practices that are in violation of any Applicable Law that prohibits
bribery or similar activity. Each Party shall ensure that neither it nor its subcontractors and agents (i) make any facilitation payments,
bribes, or gifts in violation of any such laws or related regulations or (ii) cause any adverse publicity, public criticism or damage to the
reputation of the other Party as a result of such prohibited actions or the failure to establish appropriate safeguards to protect against
such prohibited actions. Each Party shall, upon request from the other Party, provide evidence of the steps being taken to avoid
prohibited actions, including the establishment of policies, practices, and/or business controls with respect to these laws. Each Party
shall promptly inform the other Party of any official investigation by a relevant authority in conjunction with alleged breaches of the
above laws.

7 PERSONAL DATA PROTECTION


The CLIENT hereby warrants that it is entitled to disclose all personal data based on this Agreement to WEBENGAGE, in particular, it
obtained all necessary permissions from the owners of personal data for such disclosure.

The Client declares and confirms that it is an administrator of personal data provided to WEBENGAGE based on this Agreement and
WEBENGAGE shall process personal data based on the CLIENT’s authorisation provided and in scope described in this Agreement. In
particular the CLIENT is obliged to: (i) fulfil all legal requirements relating to protection of personal data, (ii) protect the interest of
owners of personal data with due care and, in particular, to ensure that data are processed lawfully and (iii) undertake all necessary
security measures protecting the personal data database and all personal data.

WEBENGAGE hereby declares that it shall fulfil all legal obligations connected with processing of personal data obtained from the
CLIENT based on this Agreement, in particular, it implemented appropriate safety standards and measures to protect personal data
obtained from the CLIENT based on this Agreement.

8 SUSPENSION OF SERVICES
8.1 WEBENGAGE may suspend the rendering of any or all of the WEBENGAGE Services in the event that:

(i) WEBENGAGE is obliged or advised to comply with an order, instruction, directive or request of a governmental or other
relevant state authority or Network Operator;

(ii) WEBENGAGE becomes aware of any potential breach of terms of this Agreement or any misuse of WEBENGAGE
Services;

(iii) One or more of the Network Operators upon which the provision of WEBENGAGE Services hereunder is dependent
suspends its provision of those services to WEBENGAGE.

8.2 Where WEBENGAGE determines in its discretion it is practicable to do so, then WEBENGAGE shall put into effect any such
suspension only in respect of those CLIENT Services which are affected by the matters referred to in this Section 8.

8.3 WEBENGAGE shall notify the CLIENT of any suspension of the CLIENT Services affected under this Agreement, providing the
CLIENT with details of the nature and cause of such suspension.

8.4 WEBENGAGE shall reinstate the suspended WEBENGAGE Services as soon as the cause for such suspension has been
remedied.
8.5 Should CLIENT’s account utilized in the provision of WEBENGAGE Service be inactive through a period of 6 (six) months it
remains in WEBENGAGE’s discretion to suspend WEBENGAGE Services to the CLIENT. Absence of any Chargeable Events
through the period of 6 (six) months shall be considered as inactivity subject to suspension.
CLIENT can reactivate its account with a request to WEBENGAGE sent 3 (three) working days prior to required reactivation.

9 CONFIDENTIALITY
Each Party shall treat all material and information, including this Agreement, which is disclosed by the other Party in order to perform its
obligations under this Agreement, as confidential. The Parties shall not disclose such confidential information to a third party without a
prior written consent of the other Party. Confidentiality obligations shall not apply to the use or disclosure of information in accordance
with the order of a court of competent jurisdiction or the purposes of compliance with any relevant laws.

The obligations described in this Section shall survive the termination of this Agreement for a period of (five) years

10 INTELLECTUAL PROPERTY RIGHTS


10.1 Ownership of all Intellectual Property Rights of one Party (hereinafter referred to as: “Proprietor Party”) shall vest in and remain
with that Party. Subject to Section 10.2, Proprietor Party does not by this Agreement grant to the other Party (hereinafter
referred to as: “Non-Proprietor Party”) any right, title, license or interest in or to any Intellectual Property Rights of Proprietor
Party, including but not limited to, any software or documentation, or in any related patents, copyrights, trade secrets or other
proprietary intellectual property. Non-Proprietor Party shall acquire no rights of any kind in or to any trademark, service mark,
trade name, logo or product or service designation of Proprietor Party under which products or services of Proprietor Party
were or are marketed (whether or not registered) and shall not use same for any reason except as expressly authorized in
writing by Proprietor Party prior to such use, but in no event for a period longer than the duration of this Agreement.

10.2 WEBENGAGE hereby grants CLIENT a non-transferable, non-sub licensable, nonexclusive and royalty free license to use the
WEBENGAGE Platform and WEBENGAGE Services during the term of this Agreement only for the purpose of fulfilling the
respective Party’s rights and obligations under this Agreement.

10.3 Neither Party shall reverse engineer, decompile or disassemble any software comprised in the other Party’s Intellectual
Property Rights.

10.4 CLIENT represents and warrants to WEBENGAGE that the CLIENT Content does not infringe any Third Party Intellectual
Property Rights.

11 NOTICES
Any notice or other communication required or permitted to be given under this Agreement shall be given in writing and delivered in
person, sent via registered mail, sent via facsimile or electronic mail with machine generated confirmation of transmission or delivered
by recognized courier service, without charge to the receiving Party at its address as set out below, and shall be deemed effective upon
receipt of such notice.

CLIENT WEBENGAGE

Authorized Person: Mansoor Khan

Position: Senior Manager – Customer Success

Company name: WEBKLIPPER TECHNOLOGIES PRIVATE LIMITED

B-1602, Lotus Corporate Park, Laxmi Nagar, Goregaon, Mumbai,


Company address:
Maharashtra - 400063

Email administration: support@webengage.com

Phone administration: 022 6110 2400

Email tech support: support@webengage.com

Phone tech support: 022 6110 2400

Company Number: 022 6110 2400

12 GOVERNING LAW AND JURISDICTION


This Agreement shall be governed by and construed in accordance with laws of the Republic of India and the Parties agree that any
dispute, controversy or claim arising out of or relating to this Agreement w shall be submitted to the non-exclusive jurisdiction of the
courts in Mumbai.
13 WARRANTIES / DISCLAIMERS / LIMITATION OF LIABILITY
13.1 WEBENGAGE warrants that WEBENGAGE Services shall be performed with reasonable care and skill with the objective of
meeting its obligations under this Agreement.

13.2 Both Parties agree to comply with the Applicable Laws and assume all liabilities whatsoever relating to the performance of their
obligations under this Agreement.

13.3 Except as expressly set forth in this Agreement, all warranties, representations and undertakings whatsoever concerning the
WEBENGAGE Services, whether express or implied, including, without limitation, any implied warranty of merchantability,
fitness for a particular purpose, title, non-infringement, quiet enjoyment, satisfactory quality or accuracy, are hereby excluded
by WEBENGAGE to the fullest extent permissible by the Applicable Law.

13.4 Neither Party shall be liable in any manner, under any cause of action, whether in contract, tort, or otherwise, for any loss of
profits, revenue, anticipated profits or business, or for any indirect, incidental, consequential, special, punitive, or exemplary
damages arising in connection with this Agreement. This liability limitation applies even if a Party has been advised of the
possibility of such damages, and even if the damages were reasonably foreseeable.

However, such limitations do not apply to any losses caused by fraud, bad faith, gross negligence, wilful misconduct or either
party's breach of its confidentiality obligations.

14 FORCE MAJEURE
Either Party’s performance of any part of this Agreement shall be excused to the extent that it is hindered, delayed or otherwise made
impractical by the acts or omissions of the other Party or any Network Operator(including MVNOs), flood, fire, earthquake, strike,
stoppage of work, or riot, failure or diminishment of power or of telecommunications or data networks or services not under the control
of a Party, governmental or military acts or orders or restrictions, terrorist attack; or any other cause (whether similar or dissimilar to
those listed) beyond the reasonable control of that Party and not caused by the negligence of the nonperforming Party.

If any Force Majeure condition(s) occur(s), the nonperforming Party shall make reasonable efforts to notify the other Party of the nature
of any such condition and the extent of the delay, and shall make reasonable, good faith efforts to resume performance as soon as
possible.

15 INDEMNITY
15.1 Each Party (the “Indemnifying Party”), at its own expense, shall indemnify, defend, and hold harmless the other Party (the
“Indemnified Party”), its Affiliates, and their respective employees, officers, directors, representatives and agents, from and
against all losses, damages, liabilities, settlements, costs and expenses (including attorneys’ and professionals’ fees and other
legal expenses) arising out of or related to any claim, demand, suit, action, or proceeding initiated by a Third Party arising out
of or relating to:

(i) Any breach by the Indemnifying Party of this Agreement;

(ii) A breach of any Third-Party Intellectual Property Rights;

(iii) Any Indemnifying Party Service, Content or other materials or services provided by Indemnifying Party or its Third-Party
service Providers under this Agreement, or;

(iv) An allegation that the Services or Content provided by the Indemnifying Party violates the Applicable Law. (Collectively an
“Indemnifying Party Covered Claim”).

15.2 Indemnified Party shall provide Indemnifying Party with written notice of the Indemnifying Party Covered Claim if Indemnified
Party is made aware of any such claim, and Indemnified Party may, in its sole discretion, permit Indemnifying Party to control
the defence, settlement, adjustment or compromise of the Indemnifying Party Covered Claim provided that Indemnifying Party
does not enter into any compromise or settlement negotiations on its own behalf or on behalf of Indemnified Party without
Indemnified Party’s prior written consent.

16 MISCELLANEOUS
16.1 The Parties are independent contractors of one another, and this Agreement does not create an agency, employment,
partnership or joint venture relationship between the Parties. Each Party acknowledges and agrees that the business
relationship and activities contemplated by this Agreement are nonexclusive and that nothing in this Agreement prohibits either
Party from participating with Third Parties in similar business arrangements as those described herein.

16.2 This Agreement constitutes the entire understanding and agreement of the Parties hereto with respect to the subject matter
hereof. This Agreement supersedes all prior and contemporaneous agreements, representations and understandings between
the Parties regarding the subject matter hereof. No modification of this Agreement shall be effective unless in writing and
signed by both Parties.

16.3 Neither Party may assign or otherwise transfer any rights or obligations under this Agreement except with the prior written
consent of the other Party, which consent shall not be unreasonably withheld.
16.4 Either Party’s failure to exercise any of its rights under this Agreement shall not constitute or be deemed to constitute a waiver
or forfeiture of such rights.

16.5 This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.

16.6 All appendices, addendums and schedules attached to this Agreement are integral parts of this Agreement and are
incorporated into this Agreement by this reference.

17 SCHEDULES AND ADDENDA


The following schedules are attached hereto and made part of this Agreement:

Schedule 1: Fees

Schedule 2: Service Description

Schedule 3: Agreement for Transactional Messages

Schedule 4: Agreement for Promotional Messages/Telemarketing

The Parties have their duly authorised representatives signed this Agreement on the day and year set below:

Date: {DAY} of {MONTH} {YEAR}

For and on behalf of: For and on behalf of:

WEBENGAGE CLIENT

________________________________________________ ________________________________________________
Signature Signature

{WEBENGAGE SIGNED PRINT NAME} {COMPANY SIGNED PRINT NAME}


Print Name Print Name

{WEBENGAGE SIGNED TITLE} {COMPANY SIGNED TITLE}


Title Title
SCHEDULE 1: FEES

PRICING AND TERMS FOR SMS


The currency used for any operations governed by this Agreement is INR. In accordance with Section 4 of this Agreement, the price per
each Chargeable Event shall be communicated to the CLIENT via e-mail in a coverage list.

WEBENGAGE is in every instance entitled to pass on price increase by email to the Client, arising from an obligation pursuant to
legislation and regulations, from an increase in the purchase price of messages or from rates changes effected by Network Operators.
Changes shall apply immediately unless it is specified different on the rate list.

WEBENGAGE shall make reasonable efforts to notify the CLIENT in advance of such price change. In the event that the CLIENT does
not agree with the proposed changes, this Agreement can be terminated in accordance with this Agreement.

The payment shall be made monthly in advance. The Client will be charged 0.10 paisa (Indian) as fee per Chargeable Event/SMS.

Minimum Commitment:

Tenure Minimum Commitment Monthly Price

01st September 2019- 30th September 2019 2.5 lakhs 25,000

01st October 2019- 15th August, 2020 5 lakhs 50,000

Above 5Mn SMS Volume 9.75P / Delivered

Notwithstanding anything to the contrary herein, the Client shall be required to pay the fee mentioned above for every month during the
Term. In case the number of Chargeable Events/SMSes sent in any given month during the Term is less than the commitment
mentioned above, the Subscriber is required to pay such amounts as mentioned above.

WEBENGAGE shall issue an invoice to the CLIENT on a monthly basis. Invoices shall be issued by the 10th day of every month for the
previous month. Payment must be made within seven (7) days from the date the invoice was issued.

SCHEDULE 2: SERVICE DESCRIPTION

SMS
1. WEBENGAGE Services (as defined in the Agreement) features a solution that shall enable CLIENT to deliver mobile
terminated SMS to multiple mobile networks worldwide through the Platform.

2. WEBENGAGE Services include:

a) Connectivity between CLIENT’s information system and the Platform;

b) Configuration of the Platform to receive SMS traffic generated by CLIENT and the handling and routing of such SMS traffic to
available Network Operators;

c) Billing of such SMS traffic processed by WEBENGAGE; and

d) Technical support.

3. In the provision of the WEBENGAGE Services, and in addition to the provisions set forth under the Agreement,
WEBENGAGE shall:

a) Ensure that connectivity between CLIENT’s information system and the Platform is tested and operational;

b) Route SMS traffic generated by CLIENT to available Network Operators;

c) Invoice CLIENT for all WEBENGAGE Charges (as defined in the Agreement) relative to the provision of the WEBENGAGE;
d) Manage all contractual relationships with Network Operators to ensure the operability of the WEBENGAGE Services; and

e) Provide technical support .

4. Without prejudice to the obligations of the CLIENT (Section 5 of the Agreement), CLIENT further undertakes to:

a) Provide all the configuration information through the proper completion of all technical forms provided by WEBENGAGE;

b) Ensure that its own information systems are properly configured to route SMS traffic to the Platform;

c) Create and maintain at its own expense a database of recipients of each SMS message processed by WEBENGAGE;

d) Ensure under no circumstances to send Unsolicited SMS (SPAM) as defined in the Agreement to the messaging Platform;

e) Announce a larger volume of traffic a few days in advance; and

f) Fulfil all its payment obligations as set out in the Agreement.

SCHEDULE 3: AGREEMENT FOR TRANSACTIONAL MESSAGES


WEBKLIPPER TECHNOLOGIES PRIVATE LIMITED having its office at B-1602, Lotus Corporate Park, off Western Express Highway,
Near Jay Coach, Goregaon, Eat Mumbai- 400063 Maharashtra (hereinafter referred to as the “ WebEngage” or the first party, which
term shall include its successors and assignees)

AND

Online Commerce Solutions Private Limited, a whose registered office is situated in 1032-34, 10th floor Spaze I Tech Park, Sector
49, Sohna Road Gurgaon 122018, (hereinafter referred to as the “Transactional Message“ sending entity, “the Client“ or the second
party, which expression shall include all its executors, administrators, successors, assignees and legal representatives.

Whereas the second party intending to obtain certain resources for the purposes of sending Transactional Message has approached
WebEngage; And whereas the second party having represented to the first party that it intends to send Transactional Messages to the
person with whom it has certain transactions and such Transactional Message does not fall within the definition of promotional message
as defined under the Telecom Commercial Communications Customer Preference Regulations, 2018 ( hereinafter referred to as the
regulations) and has requested for allotment of resources for the said purpose.

Now the present agreement witnesses as follows: -

(1) The Client shall be responsible in case of any misuse of telecom resources allotted to it for sending Transactional Message.

(2) The Client shall maintain complete confidentiality of the customer information.

(3) The Client has agreed not to send any unsolicited commercial communication and not to mix any promotional communications with
its Transactional Message sent to a subscriber through telecom resource allotted to it for the purposes of sending Transactional
Message.

(4) The Client shall use alpha-numeric identifier for sending Transactional SMS in the format having nine alpha numeric characters, first
alpha numeric character being code of the applicable Access provider and the second alpha numeric character being code of service
area, as provided under the direction dated 10th December, 2008 issued by TRAI. The third alpha numeric character will be dash(-) and
the last six characters will be the identifier of the company or organization sending transactional SMS (example XY-ZZZZZZ, where X
stands for code allotted to Access provider, Y stands for service area, and ZZZZZZ indicates six alphabets for company or organization
sending transactional SMS).

(5) The Client has agreed not to make unsolicited commercial communications to any subscriber whose telephone number appears on
the National Customer Preference Register, except for sending Transactional Message.(6) The second party has agreed that the
telecom resources allotted to the second party shall be disconnected without any further notice on receipt of the instruction for
disconnection of telecom resources from NTR.

(7) The second party has agreed to pay the charges as provided in the regulations in case the second party sends telemarketing SMSs
and/ or mixes telemarketing or promotional SMSs with the transactional SMS.

(8) The second party has agreed to abide by regulations, orders and directions issued by the Telecom Regulatory Authority of India
regarding Transactional Message, from time to time, including the header to be used for sending transactional SMSs

CLIENT

Address: _________________
Seal, if any.

Date: __________________

WEBENGAGE

Address: _________________

Seal, if any.

Date: __________________
Schedule 4: Agreement for Promotional Messages/ Telemarketing
This Agreement is executed on the __________ between

WEBKLIPPER TECHNOLOGIES PRIVATE LIMITED having its office at B-1602, Lotus Corporate Park, off Western Express Highway,
Near Jay Coach, Goregaon, Eat Mumbai- 400063 Maharashtra (hereinafter referred to as the “ WebEngage” or the first party, which
term shall include its successors and assignees)

AND

Online Commerce Solutions Private Limited, a whose registered office is situated in 1032-34, 10th floor Spaze I Tech Park, Sector
49, Sohna Road Gurgaon 122018, (hereinafter referred to as the “Telemarketer“ o“Transactional Messages Sending Entity“, “the
Client“ or the second party, which expression shall include all its executors, administrators, successors, assignees and legal
representatives.

Whereas the second party intending to obtain telecom resources for the purposes of carrying out telemarketing services has
approached INFOBIP India Private Limited;

Now the present agreement witnesses as follows: -

1. The Telemarketer shall be responsible for any misuse of telecom resources allotted it for the purposes of telemarketing.

2. The Telemarketer shall maintain complete confidentiality of the data downloaded from the National Customer Preference
Register for the purposes of telemarketing.

3. The Telemarketer has agreed to make all necessary arrangements to download the data from the National Customer
Preference Register website and update its Customer Preference database in accordance with the procedure specified in the
Telecom Commercial Communication Customer Preference Regulations 2018.

4. The Telemarketer shall use alpha-numeric identifier for sending commercial communication in the format having nine alpha
numeric characters, first alpha numeric character being code of Access Provider and the second alpha numeric character
being code of service area, as provided under the direction dated 10th December, 2008 issued by TRAI. The third
alpha numeric character will be dash(-) and the fourth being any single digit (1-7) with each digit indicating a specific category
of SMS as per schedule-I of the regulations and last five characters being five digit unique identification code provided by
respective Access Provider to the Telemarketer e.g XY-5ZZZZZ, where X stands for code allotted to Access Provider, Y
stands for service area, 5 indicates that this SMS belongs to consumer goods and automobiles category and ZZZZZ
indicates five digit unique identification code allotted to Telemarketer by the Access Provider.

The second party has agreed not to send commercial communications to any subscriber whose telephone number appears
on the National Customer Preference Register, except for sending SMS in respect of categories of preference opted by the
customer.

5. The second party agreed that the telecom resources allotted to the Telemarketer shall be disconnected without any further
notice on receipt of disconnection notice from NTR.

6. The second party has agreed to abide by Regulations, Orders and directions issued by the Telecom Regulatory Authority of
India, from time to time, regarding commercial Communication including the header to be used for sending promotional SMS.

Signature of subscriber / Authorized Signatory

CLIENT

(Name of subscriber / Authorized Signatory)

Address: _________________

Seal, if any.

Date: __________________

WEBENGAGE
Address: _________________

Seal, if any.

Date: __________________

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